NCLT | Petitioner failed to establish a contractual relationship with the corporate Debtor; Tribunal dismisses application

National Company Law Tribunal

National Company Law Tribunal (NCLT): A Division Bench of Chandra Bhan Singh (Technical Member) and Suchitra Kanuparthi (Judicial Member) dismissed an application that was filed under Section 9 of Insolvency & Bankruptcy Code, 2016 against Bigdream Ventures Private Limited, Corporate Debtor, for initiating Corporate Insolvency Resolution Process (CIRP).

A partner of the petitioner partnership firm had filed the instant application claiming an amount of Rs 11,03,150 plus interest @ 12% p.a. from the Corporate Debtor. The Petitioner was engaged in providing services of pathology laboratory. The Corporate Debtor was engaged in managing, running and operating hospitals and providing various medical services including and limited to OPD, IPD, ICU and other critical medical facilities. The Corporate Debtor had approached the Petitioner to provide certain pathology services on a regular basis while operating and managing one hospital, for which they demanded interest free refundable deposit of Rs 9,00,000, it was mutually agreed that for the pathology services provided, the petitioner shall issue a monthly-statements containing the details and same shall be immediately paid, in full, upon the receipt. The petitioner had transferred the said amount to the Corporate Debtor, contrary to mutually agreed terms; the Corporate Debtor started making delayed payment.

The Corporate Debtor on the other hand contended that the petitioner was not registered under the Partnership Act, 1932 and it was merely managing the business another legal entity i.e. “Aarogyam Multi-speciality Hospital Pvt. Ltd.”. The contractual relationship is between the Petitioner and Aarogyam Multi-speciality Hospital Pvt. Ltd. and not between the Petitioner and the Corporate Debtor.

The Tribunal while dismissing the application found that petitioner was an unregistered partnership firm and, there has been the certain business relationship between the petitioner and thus amounts were paid by the Corporate Debtor to the Petitioner, even though the bills/invoices were actually raised in the name of Arogyam Hospitals who actually engaged the pathological services of the petitioner at the behest of the Corporate Debtor and it was evident that the Invoices were not raised against the Corporate Debtor.

The facts also revealed that Arogyam Hospital was run by the Corporate Debtor, but there was no contractual relationship between the petitioner and corporate debtor as the basis of the claim is in the name of Arogyam Hospitals.

The medical Council rules further prohibited such practise of referral fee on the commission basis and therefore such contracts were void and unenforceable contracts. [Shree Pathology Laboratory v. Bigdream Ventures (P) Ltd., 2020 SCC OnLine NCLT 806, decided on 10-08-2020]


*Suchita Shukla, Editorial Assistant has put this story together

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